Beam Announces Final Results and Settlement of Debt Tender Offers

Beam Announces Final Results and Settlement of Debt Tender Offers
Business Wire
DEERFIELD, Ill. -- June 17, 2013
Beam Inc. (NYSE: BEAM) today announced the final results and settlement of its
previously announced cash tender offers to purchase any and all of its 6.375%
Notes due 2014 (the “2014 Notes”) and up to a maximum aggregate principal
amount of $175 million (the “2021-2036 Maximum Amount”) of the following notes
(collectively, the “2021-2036 Notes” and, together with the 2014 Notes, the
“Notes”):
*8.625% Debentures due 2021;
*7.875% Debentures due 2023;
*6.625% Debentures due 2028; and
*5.875% Notes due 2036.
Beam funded the settlement with a portion of the proceeds from its $500
million offering of notes completed on June 10, 2013.
The following table provides the results of the tender offers as of 11:59
p.m., New York City time, on June 14, 2013 (the “Expiration Date”).
Principal
Principal Principal Amount
Amount Amount Accepted Acceptance
for Priority
Notes CUSIP Outstanding Tendered Purchase Level ^(a)
Number
6.375% 349631AP6 $326,414,000 $78,422,000 24.03% —
Notes due
2014
8.625% 349631AD3 $59,300,000 $2,743,000 4.63% 1
Debentures
due 2021 073730AA1
7.875% 349631AE1 $113,792,000 $1,752,000 1.54% 1
Debentures
due 2023 073730AB9
6.625% 349631AG6 $200,000,000 $15,680,000 7.84% 2
Debentures
due 2028
5.875% 349631AN1 $300,000,000 $138,172,000 46.06% 3
Notes due
2036
^(a) In addition to the Acceptance Priority Levels set forth in the table,
Notes tendered at or before the Early Tender Date (as defined in the Offer to
Purchase) were accepted for purchase on June 10, 2013 in priority to Notes
tendered after the Early Tender Date.
Beam accepted for purchase all Notes that were validly tendered and not
validly withdrawn pursuant to the tender offers in the manner described in
Beam’s Offer to Purchase, dated May 17, 2013 (the “Offer to Purchase”). In
addition, as described in the Offer to Purchase, on June 4, 2013, Beam issued
a notice of redemption for the remaining outstanding 2014 Notes, which will be
redeemed in full on or about July 5, 2013.
BofA Merrill Lynch and Credit Suisse are the Dealer Managers for the offers.
D.F. King & Co., Inc. is the Information Agent and Tender Agent for the
offers. This news release is neither an offer to purchase nor a solicitation
of an offer to sell the securities. The offers are made only by the Offer to
Purchase dated May 17, 2013, and the information in this news release is
qualified by reference to the Offer to Purchase. Persons with questions
regarding the offers should contact BofA Merrill Lynch at (888) 292-0070
(toll-free) or (646) 855-3401 (collect) or Credit Suisse at (800) 820-1653
(toll-free) or (212) 325-2476 (collect). Requests for documents should be
directed to D.F. King & Co., Inc. at (800) 769-4414 (toll-free) or (212)
269-5550 (collect).
About Beam Inc.
As one of the world's leading premium spirits companies, Beam is Crafting the
Spirits that Stir the World. Consumers from all corners of the globe call for
the company's brands, including Jim Beam Bourbon, Maker's Mark Bourbon, Sauza
Tequila, Pinnacle Vodka, Canadian Club Whisky, Courvoisier Cognac, Teacher's
Scotch Whisky, Skinnygirl Cocktails, Cruzan Rum, Hornitos Tequila, Knob Creek
Bourbon, Laphroaig Scotch Whisky, Kilbeggan Irish Whiskey, Larios Gin, Whisky
DYC and DeKuyper Cordials. Beam is focused on delivering superior performance
with its unique combination of scale with agility and a strategy of Creating
Famous Brands, Building Winning Markets and Fueling Our Growth. Beam and its
3,400 passionate associates worldwide generated 2012 sales of $2.5 billion
(excluding excise taxes), volume of 38 million 9-liter equivalent cases and
some of the industry's fastest growing innovations.
Headquartered in Deerfield, Illinois, Beam is traded on the New York Stock
Exchange under the ticker symbol BEAM and is included in the S&P 500 Index and
the MSCI World Index. For more information on Beam, its brands, and its
commitment to social responsibility, please
visitwww.beamglobal.comandwww.drinksmart.com.
Forward-Looking Statements
This press release contains forward-looking statements, as that term is
defined in the Private Securities Litigation Reform Act of 1995. Readers are
cautioned that these forward-looking statements speak only as of the date
hereof, and the Company does not assume any obligation to update, amend or
clarify them to reflect events, new information or circumstances occurring
after the date of this release. Actual results may differ materially from
those projected as a result of certain risks and uncertainties, including but
not limited to those described from time to time in the Company's filings with
the Securities and Exchange Commission.
Contact:
Beam Inc.
Media Relations
Clarkson Hine
+1-847-444-7515
Clarkson.Hine@beamglobal.com
or
Investor Relations
Tony Diaz
+1-847-444-7690
Tony.Diaz@beamglobal.com